Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant Company Subsidiary (as defined below) and its jurisdiction of organization. All the outstanding shares of capital stock of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are, as of the date of this Agreement, owned by the Company, by one or more Company Subsidiaries or by the Company and another Company Subsidiary, free and clear of all pledges, liens, charges, mortgages, rights of
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Metaldyne Corp), And Restated Agreement and Plan of Merger (Masco Corp /De/), Amended And (Credit Suisse/)
Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant of the Company Subsidiary (as defined below) Subsidiaries and its jurisdiction the number of organization. All the authorized and outstanding shares of capital stock of or membership interests, as the case may be, for each Company Subsidiary Subsidiary. All of the outstanding equity interests of the Company Subsidiaries have been validly issued and are fully paid and nonassessable and are, as of the date of this Agreement, are owned by the Company, by one or more Company Subsidiaries or by the Company and another Company Subsidiary, free and clear of all pledges, liens, charges, mortgages, rights ofLiens.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Jorgensen Earle M Co /De/), Agreement and Plan of Merger (Reliance Steel & Aluminum Co)
Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant Company Subsidiary (as defined below) and its jurisdiction of organization. All the outstanding shares of capital stock (or other ownership interests, as applicable) of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are, as of the date of this Agreement, are owned by the Company, by one or more Company Subsidiaries or by the Company and another Company Subsidiary, free and clear of all pledges, liens, charges, mortgages, rights ofencumbrances and security interests of any kind or nature whatsoever (collectively, “Liens”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hi/Fn Inc), Agreement and Plan of Merger (Exar Corp)
Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant Company Subsidiary (as defined below) and its jurisdiction of organizationorganization or formation. All the outstanding shares of capital stock of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are, as of the date of this Agreement, are owned by the Company, by one or more another Company Subsidiaries Subsidiary or by the Company and another Company Subsidiary, free and clear of all pledges, liens, charges, mortgages, rights ofencumbrances and security interests of any kind or nature whatsoever (collectively, “Liens”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Coast Hotels & Casinos Inc), Agreement and Plan of Merger (Coast Hotels & Casinos Inc)
Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant Company Subsidiary (as defined below) and Subsidiary, its jurisdiction of organizationorganization and the percentage of its equity interests directly or indirectly held by the Company. All the outstanding shares equity interests of capital stock of each the Company Subsidiary directly or indirectly held by the Company have been validly issued and are fully paid and paid, nonassessable and are, as of the date of this Agreement, owned by the Company, by one or more another Company Subsidiaries Subsidiary or by the Company and another Company Subsidiary, Subsidiary free and clear of all pledgesLiens, liens, charges, mortgages, rights ofother than Permitted Liens.
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Company Subsidiaries; Equity Interests. (a) Section 3.02(a) of the Company Disclosure Letter lists each Significant Company Subsidiary (as defined below) and its jurisdiction of organization. All the outstanding shares of capital stock of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are, are as of the date of this Agreement, Agreement owned by the Company, by one or more Company Subsidiaries or by the Company and another Company Subsidiary, free and clear of all pledges, liens, charges, mortgages, rights ofencumbrances and security interests of any kind or nature whatsoever (collectively, "Liens").
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